Kalfa Law Firm | Business Registration Canada

Business Registration Canada

Your business name is an important part of your distinctive brand. It sets you apart from your competitors and allows you to conduct business in Canada. All types of businesses—sole proprietorship, partnerships, and Limited Liability partnerships—are required to register their business name in Canada with Central Production and Verification Services Branch of the Ministry of Government and Consumer Services. The only exception to this rule is if you are a sole proprietor who is using your own name with no additions.

Let’s look at the steps for registering your business in Canada if you are a sole proprietorship or Partnership in Ontario.

business registration canada — (click to enlarge)

Step 1: Choose a name for your business

Choosing a name for your business is important not only because your business name is central to attracting customers. It is also must be legal. When choosing a business name, it must be legally acceptable as certain words and expressions are prohibited. Which name you choose depends greatly on how your business is legally structured.

If you choose to structure your new business as a sole proprietorship or partnership, you can’t include words such as Limited, Incorporated or Corporation or contractions of these words such as Ltd., Inc. or Corp. in your business name, as these are reserved for the use of corporations only.

So if your business is incorporated, you can name your business Miriam’s Flowers Inc., but if your business is a sole proprietorship or partnership, you can’t.

You also can’t choose a name that implies that it is associated with a branch of government.

Step 2: Make sure that your business name is exclusive with a business search

Registering your business name in Canada (see step 3) does not mean that you have exclusivity. That will require you to trademark your name. While the Business Names Act does not prohibit you from registering a name that is the same or similar to others, you may find yourself in a lawsuit. That is why it is best to conduct a names search first to make sure that no one else is using the name that you want.

In order to conduct a name search, you must run an Ontario NUANS search. The Province of Ontario authorizes three service providers to run this search: Cyberbahn, ESC and Oncorp.

As well, Ontario.ca provides access to the government’s electronic services that simplify and streamline registration, renewal and reporting processes for Ontario businesses. New entrepreneurs and existing corporations can electronically complete the most important applications to register their business at one location, including applications for Business Name Registration.

Step 3: Register your business name

All businesses in Ontario, except for a sole proprietorships that use their own legal name, must register their business name. Once it is complete, you will receive a Masters Business License (MBL), which serves as proof of a business’s name registration for financial institutions. The cost to register a business name online is currently $60 in Ontario.

It’s up to you to keep your registration up to date. This means renewing it before the end of the 5-year period, and knowing when you have to register again. You can renew a registration within 60 days after it expires.

You must register a business name if:

it’s different than the registrant’s own full name if the registrant is an individual
your business is a corporation operating under a name other than its corporate name
your business is a partnership carrying on business under a firm name other than the full names of all the partners
your existing general partnership or limited partnership has a name that is different from the registered firm name
your business is a limited liability partnership, extra-provincial limited liability partnership, or extra-provincial limited liability company
your business name has expired and can no longer be renewed

In order to complete registration of your business name, you will need to provide the name and address of the business where legal papers can be served, as well as the name and home addresses of each partner where a partnership has 10 or fewer partner. You will also need to provide a description of the business activity being performed; and a valid email address if you are registering via email.

Here are the options for registering your business name in Ontario

a. Online through Service Ontario.

The Business Name Registration Service allows you to apply for multiple Ontario government programs. You can register or renew your business name with the Ontario Ministry of Government Services as well as apply to the Ontario Ministry of Finance for Employer Health Tax (EHT) and the Workplace Safety and Insurance Board (WSIB). You are able to apply for any or all of these programs.

b. If registering your business in person or through mail:

Use Form 1 to register your business name if you are a sole proprietorship/partnership.

Use Form 5 if you are partnership/limited partnership.

Use Form 6 for limited liability partnership, extra-provincial limited liability partnership and extra-provincial limited liability company.

c. If you register in person, you’ll receive your Masters Business License immediately. If you register by mail, you’ll receive it within 20 business days. Complete the appropriate form and deliver it with the $80 fee:

by mail and pay by cheque or money order made out to the Minister of Finance to:
Ministry of Government and Consumer Services
Central Production and Verification Services Branch
393 University Avenue, Suite 200
Toronto, ON M5G 2M2
in person and pay by cheque or money order made out to the Minister of Finance, debit, Visa, Mastercard or cash at:
Ministry of Government and Consumer Services
Central Production and Verification Services Branch
375 University Avenue, 2^nd floor
Toronto, ON M5G 2M2

Please note that this is the only location that accepts in-person paper applications. The office is open Monday to Friday, 8:30 a.m. to 5 p.m., except holidays.

d. Through service providers under contract with the Ministry of Government and Consumer Services: Cyberbahn , ESC Corporate Services Ltd, and OnCorp Direct Inc.

e. Through the Canada Revenue Agency’s Business Registration Online service. By doing this, you can also register for other CRA accounts you may need, such as GST/HST registration or Payroll Deductions.

Step 4: Register for other licenses, certifications or registrations needed to legally operate your business

While not necessary for all businesses, many new businesses will need to get business licenses before they can operate legally. You many need to register for workers’ compensation insurance or to collect GST/HST. In most cases, unless your new small business’s gross income stays under $30,000 for four consecutive quarters, you will have to register for the goods and services tax (GST) and harmonized sales tax (HST).

Industry Canada’s BizPaL is a useful tool for finding out what permits and licenses you’ll need to do business. Available in most provinces and territories, BizPaL will provide a personalized list of the business documents you need for all levels of government.

Step 5: Renew your business name registration every 5 years

The government will not send out notices to renew your business name registration, so it is your responsibility to do so. Additionally, if you choose to change your business’s name any time before the 5 years expiration date, you will have to re-register your new business name.

There is a heavy fine for failure to register your business name in Canada under the Business Names Act. These include fines of up to $2000 levied against individuals and up to $25,000 for corporations. Consult a business and tax lawyer at Kalfa Law Firm to help you set up your business from name search, name registration, business licenses, gst/hst registration, and more so that you can operate your business legally from day one.

You work hard for your money. We work hard for you to keep it™.

F.A.Q’s:

Do all businesses have to register their business name in Canada?

Almost all businesses in Canada must register their business name in their respective provinces or territories except for sole proprietorship's that use only the owner's legal name with no additions. All other forms of business ownership, including partnerships, must register their business names.

What are the steps that I need to take to register my business name?

The basic procedure to register a business name for a sole proprietorship or partnership is to conduct a business name search, fill out the appropriate business registration form, and pay your fee. The procedure to register a business name for a corporation is more involved. Besides conducting a name search and getting a NUANS report, if you wish to set up a named corporation, you will also have to prepare Articles of Incorporation, a cover letter and an incorporation application to go along with your fee.

How often must I renew my business’s name?

You must renew your business’s name it every five years; however, you can renew a registration within 60 days after it expires.

What are the steps that I need to take to register my business’s name?

If I register my business name, does that mean that I have exclusivity to the name?

No it does not. Registering your business name does not mean that you have exclusivity. That will require you to trademark your name. While the Business Names Act does not prohibit you from registering a name that is the same or similar to others, you may find yourself in a lawsuit. That is why it is best to conduct a names search first to make sure that no one else is using the name that you want.

Where do I go to register my business name?

You can register your business name online, mail, or register in person.

To register online, you can register with the following services:

Service Canada’s Business Name Registration Service

Service providers Cyberbahn, ESC Corporate Services Ltd, and OnCorp Direct Inc. or

CRA’s Business Registration Online Service

If registering in person, go to the following address:

Ministry of Government and Consumer Services

Central Production and Verification Services Branch

375 University Avenue, 2nd floor

Toronto, ON M5G 2M2

If registering by mail, write a cheque or money order for $80, made out to the Minister of Finance, and mail to the following address:

Ministry of Government and Consumer Services

Central Production and Verification Services Branch

393 University Avenue, Suite 200

Toronto, ON M5G 2M2

-Shira Kalfa, BA, JD, Partner and Founder

Shira Kalfa is the founding partner of Kalfa Law Firm. Shira’s practice is focused in corporate-commercial and tax law including corporate reorganizations, corporate restructuring, mergers and acquisitions, commercial financing, secured lending and transactional law. Shira graduated from York University achieving the highest academic accolade of Summa Cum Laude in 2012. She graduated from Western Law in 2015, with a specialization in business law. Shira is licensed to practice by the Law Society of Ontario. She is also a member of the Ontario Bar Association, the Canadian Tax Foundation, Women’s Law Association of Ontario, and the Toronto Jewish Law Society.

The above provides information of a general nature only. This does not constitute legal advice. All transactions or circumstances vary, and specified legal advice is required to meet your particular needs. If you have a legal question you should consult with a lawyer.